TERMS & CONDITIONS OF SALE  

1. DEFINITIONS

In these Terms and Conditions, the following words shall have the following meanings:-

' The Seller ' means Tokku Leko Sdn. Bhd being the company selling Goods under the Contract.

' The Buyer ' means the entity to which Seller is selling Goods under the Contract.

' Contract ' means either the contract agreement signed  by both parties, or the purchase order signed by the Buyer and accepted by the Seller in writing, whether that acceptance is communicated in electronic format or otherwise,  for the sale of Goods or Services, together with these Terms and Conditions, the Seller's final quotation, the  Seller’s order acknowledgement and invoice. In the event of any conflict, the Terms and Conditions shall take precedence over other documents included in the Contract.

' Terms and Conditions ' means these Terms and Conditions  of Sale for Goods and Services, together with any modifications or additional provisions specifically stated in Seller's final quotation or specifically agreed upon by Seller in writing.

' Goods ' means the goods the Seller has agreed to supply to the Buyer under the Contract.

' Delivery Date ' means the agreed dated stated in the Contract for the sale of Products and Services, including adjustments (if any) in accordance with the Contract;

' Payment Date ' means the agreed Payment Date stated in the Contract for the sale of Products and Services, including adjustments (if any) in accordance with the Contract.

' Price ' means the agreed price stated in the Contract  for the sale of Products and Services, including adjustments (if any) in accordance with the Contract.

' Contract Price ' means the agreed price stated in the Contract for the sale of Goods and Services, including adjustments (if any) in accordance with the Contract.

2. ORDER

  • The Buyer orders, and the Seller agrees to sell to the Buyer, the Goods at the Price for delivery on or before the Delivery Date at the Price stated in the Contract but the Seller shall be under no obligation  to do so.
  • The quantity and description of the Goods to be provided are set out in the Contract or estimate or  quotation or other document previously communicated in writing by the Seller to the Buyer specifying quantity and description of the Goods or services to be supplied.     

3. DESCRIPTION OF GOODS

  • The Buyer acknowledges and agrees that any description which is given or applied to the Goods:
  • is solely for purposes of reference and does not constitute or afford the basis for any express or implied undertaking that the Goods correspond with or conform to such reference; and
  • shall not make the Contract a sale by description; and     
  • is not and has not been relied on by the Buyer when entering into this Contract.
  • Where required by law, the Seller and the Buyer will supply safety data sheets and other information regarding the health and safety attributes of the Goods.     

4. PRICE

The Buyer shall pay the Price for the Goods or Services as stated on the Seller's invoice and not (where different) as expressed in any quotation, estimate or documentation, or given orally.

5. PAYMENT

  • Payment for the Goods shall be made within the time agreed by the parties.      

  • If payment is not received by the due date, the Seller at its exclusive discretion shall be entitled:

- to require that the Buyer make a payment in advance of any delivery not yet made; and/or

- not to make any delivery.    

6. DELIVERY OF GOODS

  • For domestic deliveries, the Seller shall deliver the Goods to the address of the Buyer in accordance  with the delivery terms specified in the Contract and the Goods shall be delivered on the Delivery Date unless it is agreed that the Seller shall deliver the Goods for collection by the Buyer on the Delivery Date.     

        

  • The cost of delivery shall generally be included in the Price unless the Contract specifies otherwise in which case the cost of delivery will be in addition to the Price.     

        

  • The Delivery Date and any other date given under or pursuant to the Contract is no more than an estimate, and the Seller's conformity with such date is not, and shall not in any event or circumstance be or become, of the essence of this Contract and the Seller shall not be liable for any damages  resulting from its failure to meet the Delivery Date even if the Seller has been advised of the possibility of such damages by the Buyer.     

        

  • In the absence of specific routing instructions, the Seller reserves the right to make selections of common carrier and method of shipment.     

        

  • In relation to all deliveries the Seller reserves the right to make deliveries by installments and to render a separate invoice in respect of each installment.     

7. RISK 

The risk in the Goods shall pass to the Buyer if the goods are received beyond the delivery course.

8. ACCEPTANCE OF GOODS

  • If the goods received within the due course;     

        

  • The buyer shall and must inspect goods delivered upon receipt. The buyer is deemed to have accepted goods delivered unless a written notice of rejection specifying the reasons for rejection is received by the seller within 24 hours after delivery of the goods. The buyer is advised to include photographic evidence to support the notice of rejection.     

        

  • The buyer must keep all the frozen goods in a  freezer or cold room as soon as the goods are received.     

9. RETURN OF GOODS

  • All Goods claimed to be defective are returned to the Seller at the expense of the Buyer within the period stipulated by the Seller, following the Seller's receipt of notice.

  • Repaired or replacement Goods shall be delivered to the Buyer at the original place of delivery.     

10. FORCE MAJEURE

Either party shall be excused from any delay or failure in performance if caused by reason of any occurrence or contingency beyond its reasonable control, including, but not limited to, acts of God, acts of war, fire, insurrection, strikes, locks-out or other serious labor disputes, riots, earthquakes, floods, explosions or other acts of nature.  The obligations and rights of the party so excused shall be extended on a day-to-day basis for the time period  equal to the period of such excusable interruption. When such events have abated, the parties’ respective  obligations shall resume. In the event the interruption of the excused parties’ obligations continues for a period in  excess of thirty calendar days, either party shall have the right to terminate the applicable contract(s) of sale,  without liability, upon thirty calendar days’ prior written notice to the other party.